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What Makes A Good Board Chair?

A good Board Chair understands they are a facilitator to achieve the best outcomes rather than a ‘commander.’ They listen more than they speak, and they create the conditions in which directors can have robust and productive group discussions.

"A good board chair shows restraint and resilience"

They focus on the process which allows others to participate and enables directors to perform to their maximum. The leadership of a good Board Chair enables the board to function as the highest decision-making body in an organisation.

From our experience working with Chairs and boards of a range of organisations, both public, private and not for profit, here are a few suggestions about the qualities and skills to consider when electing a Board Chair:

Do They Have Emotional Intelligence?

Look for someone who is an active listener, who can summarise the consensus from the discussion and clearly formulate and articulate actionable resolutions. Look for someone who knows when to let the discussion run, and when to corral the conversation.

Can They Control The Meeting And Set The Tone?

Their role is to moderate discussion between directors, directors and the CEO, directors and executive staff. The Chair is responsible for boardroom conduct and they must be able to immediately call out inappropriate behaviour and articulate what is acceptable.

Are They Able To Cultivate Professional Relationships?

They need the capacity to develop sound, professional relationships with both the CEO and Company Secretary. Good relationships will enable the board, through the Chair, to motivate, control, advise and mentor, and in effect, partner with the CEO.

Do They Have Good Communication Skills?

These are essential for working with fellow directors, CEO, executive staff, and other stakeholders such as shareholders and the media. A good Board Chair interacts individually with directors prior to meetings and communicates with them between meetings.

Do They Understand Processes?

A good Board Chair is well prepared. They ensure agenda items are strategic, material and ready for decision (and are something only the board can handle). They make sure the agenda allows time for directors to ask questions and discuss strategic issues. They are actively involved in the preparation of the board agenda with the CEO and ensure the board pack is delivered to directors at least five days, preferably including a weekend, before the meeting. They ensure the meeting is promptly followed up with minutes which clearly articulate resolutions that are easily communicated to the executive team. They ensure the board is supported by an annual calendar which includes all board and committee meetings and key decision topics. The Chair ensures committees do the in-depth analytical work so that they can prepare resolutions for whole board.

A good Board Chair encourages self-reflection and self-evaluation. They ask themselves:

“What is going to serve the board and organisation well? What is going to serve my fellow directors well?” They ask their peers “what do you expect of me as Chair?”

The Chair’s job is to enable the board to fulfil their role in collective decision making.

Ultimately, the Chair is the person responsible for making everyone on their board the best director they can be.

About the author - John Harte is the Managing Partner at Integrity Governance where he leads a global team that is focused on making boards more effective. A boardroom expert working with multinationals and SME’s, he provides practical, impartial advice to directors, business owners and CEO’s to help improve performance. He is a regular speaker and thought leader on board effectiveness, practical governance and business disruption. John grew up in a family business and his extended family run fifth generation businesses and he has also served as a board member, chairman and adviser to many family firms. He also worked within Mars, a globally recognised family business for the best part of a decade.


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